1.1 Principal Offices. The corporation shall maintain a principal office at the office of its statutory agent.

1.2 Corporate Seal. A corporate seal shall not be requisite to the validity of any instrument executed by or on behalf of the corporation.

1.3 Corporation Name. This corporation shall be known as the West Virginia Queen Producers Initiative [WV-QPI] (hereinafter referred to as “club”).

SECTION 2: BOARD OF DIRECTORS

2.1 Officers. The board of directors shall consist of a President, Vice-President/Treasurer and Secretary. The Club membership shall elect these board members who shall serve in their positions for a period of two years. No employee of the West Virginia Department of Agriculture may serve as an officer of the corporation, although they may be members or advisors.

2.2 Powers and Duties. It shall be the duty of the Board of Directors to control and manage the property and business of the Club. Generally, and without limitation, the Board shall have the power to operate the business of the Club in a prudent and careful manner in accordance with the purposes of the Club.

2.3 Annual Meetings. Annual meetings of the Club shall be held in at a time and place to be determined by the Board of Directors. The Club shall, at the annual meeting, elect officers to fill any vacancies and transact other business that may be properly brought before the meeting. Minutes of annual meetings will be made available to the entire Club membership.

2.4 Regular Meetings. The Club will normally meet once a year. The Board may call other meetings which will be designed to encourage all Club members to attend and participate. Meetings will follow an agenda and procedure as specified by the Board. Minutes of regular meetings will be made available to the entire Club membership.

2.5 Quorum. Pursuant to the Agricultural Cooperative statutes, five members of the Club including at least two officers shall constitute a quorum, and the concurrence of a majority present at a properly called meeting shall be sufficient to conduct the business of the Club.

2.6 Affiliation. The WV-QPI may affiliate with and/or endorse other related organizations upon a majority vote of the Club.

2.7 Dues. Annual dues of $100 shall be payable each year during the month of January. Although members may join the organization at any time, only those members whose dues are paid by the last day of January shall be eligible for benefits during that fiscal year.

2.8 Finances. The Executive Board shall make every effort to maintain sufficient funds to allow the corporation to pay all required fees to remain in existence for an additional year so that additional funding can be sought if needed.

2.9 Only members at the time a grant is received may get benefits from that grant. The Officers at the time the grant is received shall constitute a Board of Trustees for that grant until it is expired or the moneys are all spent.